NSEDisclosure under SEBI Takeover Regulations14 Jul 2026 · 14 Jul 2026, 02:19 pm
Disclosure under SEBI Takeover Regulations
Bharat Gears Limited · BHARATGEAR
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Bharat Gears Limited has submitted a disclosure under SEBI Takeover Regulations regarding a claim by Mr. Sameer Kanwar of beneficial interest in the company's shares, which is contested by the company and its chairman, and is currently sub-judice in the Delhi High Court.
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Bharat Gears Limited has Submitted to the Exchange a copy of Disclosure under Regulation 31(4) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.
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EHANAT GCATTS UM]ITEE
Regd. Office & Works :
20 K.Nr. Mathura Road PO. Box 328
PO. Amar Nagar, Faridabad - 121003 (Haryana) INDIA
Ce.rrcd For life Tel. : +91 (129)428E888, E'mail i rnlo @ bglindia.com
Corporate ldentity Number : 129130HR1971P1C034365
April 10, 2026
The Manager
BSE Limited
1st Floor, New Trading Ring,
Rotunda Building,
PJ Towers, Dalal Street,
Fort, Mumbai - 400 001.
The Manager (Listing)
The National Stock Exchange of lndia Limited
Exchange Plaza, 5 Floor
Plot No. C/1, G Block
Bandra Kurla Complex
Band ra (E), Mumbai- 400051
The Chairman,
Audit Committee
Bharat Gears Limited
20 K.M. Mathura Road,
P.O. Box - 353, P.O. Amar Nagar,
Faridabad - 121 003.
Sub: Disclosure under Regulation 31(4) of the SEBI (Substantial Acquisition of shares and
Takeovers) Regulations, 2011
Dear Sir/Madam,
This clarification is in reference to the disclosure made by Mr. Sameer Kanwar vide e-mail
dated 02nd April, 2026, under Regulation 31(4) ofthe SEBI (Substantial Acquisition of Shares
and Takeovers) Regulations, 2011. As per records ofthe Company, Mr. Sameer Kanwar holds
Nil shareholding in the Company as on 31st March, 2026. Pertinently Mr. Sameer Kanwar has
disclosed nil shareholding in Bharat Gears Limited vide disclosures made to stock exchanges
and the audit committee for the Financial Year 2021 and 2022 under Regulations 31(4) ofthe
SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 for the financial year
ended 31st March, 2021 and 315t March,2O22. Further similar disclosures like O2nd April, 2026
were made by Mr. Sameer Kanwar to stock exchanges and the audit committee for the
financial year 31st March 2023, 31st March 2024 and 31't March 2025 respectively in respect
to which appropriate clarificatons were given to the stock exchanges and the audit committee
by emails dated 07th July 2023,20th June, 2024 and 09th April, 2025, respectively, wherein it
was categorically stated that no beneficial interest of Mr. Sameer Kanwar exists in the shares
of the company, the copies of these clarifications are already in the records and can be
requirement.
produced as per :
isd: l\.4umbai Office : 14th Floor Hoechst House. Nanman Point, Mumbai - 400 021 lN
dfr} ret.. +9'l(2212283 2370, Fax :+91-\22) 2282 '1465, Email: info@bharatgears.
fis::lglr- Mumbra Works : Kausa Shil. Mumbra Distt. Thane-400 612, (i,4aharashtra) lN
ret +91(221253\ 2034,2535 7500, Fax: +91\22) 2535 1651
www.bharatgears com
BHATIAT GCANE UM]|TEII
Regd. Office & Works
20 K.M Mathura Road. PO Box 328
PO. Amar Nagar. Faridabad - 121003(Haryana) INDIA
Ceared for life Tel. +91 (129) a288888, E-marl : inlo@bglindia com
Corporate ldentity Number : 129130HR1971P1C034365
Fu rther, as per the latest Shareholding pattern of the Company as on 31st March, 2026, the
shareholding of the Promoter group and Public is as under:
PROMOTER/PROMOTER GROUP SHAREHOLDING PATTERN
S.no Name of Shareholder No. of Shares % of Shareholding
1. Late Dr. Raunaq Singh 907 0.00
z. Su rind er Paul Kanwar s6,80,989 37.00
3. Sachit Kanwar 1,000 0.01
4. Raunaq lnternational Limited 2,59,206 1.69
(Formerly known as Raunaq EPC
lnternational Limited)
5. Ultra Consultants Private Limited 2L,63,L93 1-4.09
6. Vibrant Reality lnfra Private Limited 2,27,800 1.44
7. Clip-Lok Simpak (lndia) Private 1,68,315 1.10
Limited
Total 84,95,410 s5.32
PUBLIC SHAREHOLDING 68,59,648 44.68
Grand Total 1,53,55,0s8 100.00
It may kindly be noted that there has not been any transfer of shares from the Promoter group
to Mr. Sameer Kanwar nor is any share transfer application lodged by him since his last
disclosures of NIL Shareholding in the Company for the financial year 2021-22 and from the
shareholding pattern as on 31st March, 2025 as shown in the table above.
However, the Company has received BEN - 1 form from Mr. Sameer Kanwar claiming
beneficial interest in the shares ofthe Company under Section 89 ofthe Companies Act, 2013.
Further, the Company has taken confirmation from Mr. Surinder Paul Kanwar, Chairman and
Managing Director that he has not created any beneficial interest with regard to his
shareholding in the company in favour of Mr. Sameer Kanwar either directly or indirealy. The
frivolous claim of Mr. Sameer Kanwar is contested by Mr. Surinder Paul Kanwar in the Hon'ble
Delhi High Court and the matter is sub-judice. Accordingly, the Company basis, Mr. Sameer
kanwar's own disclosure for the FY 2022 to the Stock Exchange and Audit Committee as stated
above and Mr. Surinder Paul Kanwar confirmation, has replied to Mr. Sameer Kanwar that the
Company cannot consider BEN-1 as the alleged MOFS is sub-judice in the Delhi High Court.
Based on the above, it is clear that Mr. Sameer Kanwar holds no share in the Company and
any such claims of Mr. Sameer Kanwar made in the declaration dated 02nd April, 2026 are
frivolous and misleading. The necessary clarification of the same has also been shared with
the Audit Committee of the Company along with your good office for your records.
l\,4umbai Office : 14th Floor Hoechsl House, Nariman Point. l\,4umbai - 400 021 lN
Iel.: +91\22) 2283 2370, Fax .+91-(22) 2282 1465. Email. info@bharatgears
Mumbra Works : Kausa Shil, Mumbra. Distt. Thane-400 6'12, ([,laharashtra) lN
rel : +911221253s 2034, 2535 7500, Fax: +91(22) 2535 1651
www.bharatgears.com
BIIATIAT GEANS UM]ITEE
Regd. Office & Works :
20 K.M. l\,lathura Road. PO. Box 328
PO. Amar Nagar, Faridabad - 121003 (Haryana) INDIA
Gealed For liFe Tel. . +91 (129) 4288888, E-mail : inlo@ bglindia.com
Corporate ldentity Number : 129130HR1971P1C034365
The interpretation provided by Mr Sameer Kanwar regarding the order ofthe Hon'ble court
dated 12th March,2024 is prima facie incorrect, misleading and with malafide intent since he
is one of the contesting parties in the suit wherein the order dated 12th March, 2024 came
to be passed. The interpretation provided by Mr Sameer Kanwar is a figment of imagination,
viz., the scope and purport of the said order. The scope and purport of the order dated
12th March, 2024, is limited to the extent that the business interests of the company are not
to be jeopardised and developments, viz., fresh projects to be undertaken, are not hampered.
The Hon'ble Court in the order has categorically recorded in Paragraph 5, which is as follows:
"...............The sons ond the fother ore Joint Monoging Directors of the Company but the shores
belono to the fother........."
ln view of the above, it is clear that Mr. Sameer Kanwar holds no share in the Company and
any such claims of Mr. Sameer Kanwar made in the declaration dated 02nd April, 2026, are
incorrect, frivolous and malafide.
Thanking You, ffi
Yours Faithfully,
For Gears Limited
Prashant
Corporate Head Legal and Company Secretary
Mr. Surinder Paul Kanwar
Chairman and Managing Director
Mumbai Office: 14th Floor Hoechst House, Nariman Point, Mumbai - 400 021 tNDtA
*nl fel.. +91(22) 2283 2370, Fax .+91]'22) 2282 1465, Email: info@bharatgears.com
Mumbra Works : Kausa Shil, N,lumbra. Distl. Thane-400 612, (Maharashtra) IND|A
Tel. +91(22) 2535 2034,2535 7500. Fat<. +91(22) 2535 1651
www.bharatgears.com